Non-Employee Director Compensation Policy for Board Committee Chairs and Lead Director

Summary

This document outlines the compensation policy for non-employee directors of the company, specifying annual cash retainers for the Lead Director and the Chairpersons of the Audit, Compensation, and Nominating and Governance Committees. In addition to cash payments, non-employee directors receive $180,000 in restricted stock units, which vest after one year or at the next annual meeting, provided the director remains in service. The policy ensures clear terms for director compensation and equity awards.

EX-10.4 3 exhibit104non-employeedire.htm EX-10.4 Document

Exhibit 10.4

Non-Employee Director Compensation

We currently pay our non-employee directors the following:

annual retainer of $98,500 for the Lead Director
annual retainer of $102,000 for the Chairperson of the Audit Committee
annual retainer of $92,500 for the Chairperson of the Compensation Committee
annual retainer of $85,000 for the Chairperson of the Nominating and Governance Committee

The equity component of the director's compensation is valued at $180,000 consisting of restricted stock units. The restricted stock units fully vest on the earlier to occur of (i) the first anniversary of the grant date and (ii) the date of the next annual meeting following the grant date, subject to such director’s continued service through the applicable vesting date..